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Home My WebLink AboutAgenda Report - August 18, 2010 J-01AGENDA ITEM :14M mh CITY OF LODI COUNCIL COMMUNICATION 9M AGENDA TITLE: Consider Request for Fee Payment Agreement for 1222 Pixley Parkway (G & B Development, LLC) MEETING DATE: August 18, 2010 PREPARED BY: Public Works Director RECOMMENDED ACTION: Consider request for Fee Payment Agreement for 1222 Pixley Parkway from G & B Development, LLC. BACKGROUND INFORMATION: The project is located at 1222 Pixley Parkway and consists of a commercial building constructed by G & B Development, LLC (Developer) and leased to the Departmentof Motor Vehicles (DMV). Developer has requested a Fee Payment Agreement for Development Impact Mitigation Feesfor the proposed project ($248,625.52). Developer has also requested that the payment of fees be made in 20 equal semi-annual installments ($13,501.84) over a 10 -year period. Interestwould be charged at the current Local Agency Investment Fund (LAIF) rate plus one percent (1.60 percent). In the past, City staff has required developers to address three criteria when requesting a deferral of impact fees. The developer must show that there is a benefit to public policy, the project contains economic development benefits, and there is an economic need. Attached is a letter and proforma presenting the Developer'sjustification for granting the Fee Payment Agreement. The benefit to public policy was not addressed in this letter, and Developer has not convinced staff an economic need exists. The letter states that Developer is using all local businesses for the project, however, this cannot be considered as an economic development benefit as most projects in Lodi could meet this criterion. In summary, the submitted information notes monthly rent revenue of $33,352.00 and monthly expenses of $20,502 (loan and operations). There is no reference to the lending institution's denial to fund the impact fees through the construction loan. If a 10 -year Fee Payment Agreement is approved, the monthly payment (principal and interest) would be $2,250.31. On September 17, 1997, the Council authorized the City Manager to execute standard fee payment agreements as an economic development incentive. Since 1997, there have been 31 Fee Payment Agreements authorized by the City Manager and the Council. The City Managerwas given the authority to approve Fee Payment Agreements having a term of seven years or less and $50,000 or less. Currentlythere are five active fee payment agreements including Holiday Inn Express, Pacific Coast Producers, Evergreen Pharmacy of California, First Nazarene Church of Lodi, and Flame Liquors. A representative from G & B Development, LLC, will be at the Council meeting to make a presentation. FISCAL IMPACT: While the fee payment agreement reduces impact fee revenue in the current year, the interest rate being charged will offset the loss of interest earnings to the Impact Fee Fund. It would not result in the delay of program projects. Increased property taxes are estimated to be $25,000 a year. APPROVED: Konradt artlam, Interim City Manager K:\WP\DEV_SERV\CFeePmtAgmt1222PixleyPkwy.doc 8/9/2010 Consider Request for Fee Payment Agreement for 1222 Pixley Parkway (G & B Development, LLC) August 18,2010 Page 2 FUNDING AVAILABLE: Not applicable. 'A', J"" F. Wally S delin PublicWorks Director Prepared by Chris Boyer, Junior Engineer FWS/CB/pmf Attachment KAWP\DEV_SERV\CFeePmtAgmt1222Pix1eyPkwy.doc 8/9/2010 18032-C Drive, + Yorba Linda, California 92886-4202 June 30,2010 City of Lodi Attn: Wally Sandelin, Public Works Director 221 West Pine Street Lodi, CA 95241-1910 Regarding: Deferred Payment Plan for Development Fees, New DMV Lodi Dear Wally, This letter is to re -iterate our position as it relates to our need for the City of Lodi to provide the deferred payment program offered to us as of April 2009. On April 7,2009, we attended a meeting at the city of Lodi with Sharon A. Welch, Senior Civil Engineer Development Service, along with several other city representatives. During the meeting, we discussed the DMV project status as of that date. We advised those present that we had become aware of Development Fees in excess of $260,000. These fees were not in our Development Performa and would force us to terminate our development plans for this project. Based on the large development fees requested, we asked if the city could waive these fees so we could move forward. We were told the fees could nor be waived and based on that information we stated we could not proceed with the project. Sharon then advised us that the City of Lodi can provide a deferred payment plan if that would help us to proceed. The cost would be I% over L.A.I.F. rate which was then 1.869%. Based on the offer, we requested and received the deferred payment plan showing the applicable rate and payment structure. We were told that we could elect to pay monthly, semi annually or annually. We stated we would pay semi annually. Based on the offer provided we elected to go forward with the project. We purchased four parcels from local owners and committed to a long-term lease with the State of California. We asked Sharon what the process would require and were advised that subject to our building permit, we would fill out the necessary paperwork and pay a processing fee. Sharon stated the process would be completed prior to our Certificate of Occupancy. Placing reliance on the city provided deferred payment plan we were able to obtain the necessary financing for our project through Community Business Bank, located in Lodi. As previously advised by Sharon we proceeded with our engineering and obtained the required Building Permits. As required, we then provided our request with the required fee for the deferred payment plan previously offered. Please be advised that our project would not have gone forward without the reliance placed on the City offered ".Deferred Payment Plan." G & B Development/Lodi LLC 18032-CLemon Drive, Suite 407 Yorba Linda, Califomia92886-4202 Tel: 714693-3649 Fax: 714693-3094 Email: gbdevelopment@sbcglobal.net The benefits to the community created by the new DMV are as follows: A. More than doubled the current parking of the existing DMV, added public convenience/increased public safety. B. The placement of the new DMV on Pixley Parkway will provide the seven adjacent landowners a viable reason to go forward and develop their current parcels. C. The more than doubling in size of the new DMV will provide retention of the employees currentjobs and a more than doubling ofjobs in the future. D. The new project will provide the community with much needed property taxes estimated at $25,000 a year. As of this date, we have utilized the following local businesses for our project. • Katzakian, Williams and Associates (Lodi) Value 1,125,000 • (Land cost/6% commission) • Community Business Bank (Lodi) Value 1,924,000 • (Actual loan amount) • Delta Builders (Vern Vierra) (Lodi) Value 208,900 • (Contract) • Mid Valley Electric (Lodi) Value 110,000 • (Contract) • Dietle Plumbing (Lodi) Value 37,000 • (Contract) • California Waste Recovery (Lodi) Value 5,000 • (Contract) I am attaching the following documents for your review. A. The Project Cost Analysis Performa which we provided to the Lender to obtain the project loan B. A memorandum of our April 7,2009 city meeting C. Our Current draw request to Community Business Bank D. State Lease E. Deferred payment schedule (provided by city) F. Copy of letter and check related to deferred payment request. If we can provide and further information, please don't hesitate to call. Sincerely, Bill Estanislau Managing Director Cell: 714 420-3871 G & B Development/Lodi LLC 18032-C Lemon Drive, Suite 407 Yorba Linda, California 92886-4202 Tel 714 693-3649 Fax 714 693-3094 Email gbdevelopment@sbcglobal net G B Development/Lodi LLC DMV Lodi Project Cost Analysis Estimated Proiect Costs and Income Project Cost A Development Casts $100,000.00 B R/E Consulting Fee/Escrow Fees/Appraisal Oasts, Etc $30,000•00 C Land (paid by G & BDevelopment/Lodi LLC) $1,125,000.00 D Construction Cost $1,475,800.00 E Construction Permits $55,000.00 F Development Impact Fees $262,667.00 G Architect, Engineer& Leeds Certification 5145.000.00 Sub Total $3,193,467.00 H Points (Construction and Permanent) $31,6.00 I Construction Cary and 2nd TD Interest (7months) $82,600.00 J Misc Bank Fees $4,000•00 ProjectTotal $3,311,667.00 Development Impact Fees (By City) $262,667.00 Terms 10years, 2.869% FullyAmortized Monthly $2,521.00 Balance end of 10 years = $0.00 1st Trust Deed (B ) Terms 25 years, 71/9%, FullyAmortized Monthly $13,9 rm07.00 Estimated Monthly Expenses Alarm Verizon Water &Trash Landscaping insurance Yearly Fire Inspection PropertyTaxes Bads FlowTesting General Maintenance Accounting Property Management Janitorial(.24 sq.ft.) Reserve (5%) Total $75.00 $75.00 $200.00 $150.00 $280.00 $90.00 $2,200.00 $30.00 $100.00 $175.00 $1,000.00 $1,888.00 $332.00 $6,595.00 fl. DMV LODI CONSTRUCTION COST ESTIMATE Architect, Engineers& Leed Certification Estimate (G On Proposed Partnershi ) Architect/Structural Engineer 50,000.00 Civil Engineer 10,000.00 Electrical Engineer 91000.00 Leed Consultant 46,578.40 Plumbing & Mechanical Engineer 10,000.00 Soil Report and Level One 4,000.00 Landscape Architect 4,000.00 Plan Reproductions 2,000.00 Stud m 2,000.00 Survey 51000.00 Reserve 2,421.60 Interior Walls 60,000.00 Exterior Wall Insulation 7,000.00 Total Architect.Enghneen: & Leed Cost 145,000.00 Building Costs sHork Stuctural Steel/Metal Building 208,900.00 Building Concrete 63,000.00 Ext Metal Wall Framing 851000.00 Stud m 53,700.00 CBC Engineering 2,`x.00 Interior Walls 60,000.00 Exterior Wall Insulation 7,000.00 Ceiling 24,000.00 Doors & Hardware 151000.00 Overhead & Folding Wali 8,400.00 Cabineby 4,800.00 Electrical 110,000.00 Fire 5 riniders 2S.000.00 Floor Covering and Staining 45,000.00 Glazing 57A00.00 HVAC. 67 000.00 Plumbing 35,000.00 Data, Alarm and Cameras ""400 Tile, Granite and Exterior Stone 49,200.00 Painting 38,SO4.W Restroom Parts and Accessories 15,000.00 Building Costs SubTotai 1018 004.00 Earth-ork 30,000.00) Two Offsite Driveways Masonry 10,000.00 Parldng Lot; 100,000.00 Curbs, Sidewalksand Lt. Bay 80.000.00 Landscaping, 25,000.00 Wrought Iran Fencing 40,000.00 Site Utilities 24,000.00 Sitework Sub Total 309.000.00 General Conditions 110,000.00 Liabhi /Workers Comp Insurance 1000.00 General Conditions Sub Total 115,000.00 Sub Total 1,442AXWW Overhead and Profit 1% 151000.00 Buildin Contin 796.00 75;800A0 Memorandum of Meeting with City of Lodi April 7,2 010 Our requested fee agreement is based on our meeting with Sharon A. Welch, senior civil engineer for the City of Lodi, on April 7,2010. A. At said meeting, we were advised that the fees could not be waived. B. We stated at that time we could not proceed with the project do to these additional costs. C. Sharon advised us that the "city could provide us with a low interest deferred payment plan of 1% over L.A.I.F. rate." ➢ She provided us with a rate chart showing a 10 -year loan with a 1.869 rate in effect for L.A.U. 9 She stated we could pay monthly semi annually or annually. ➢ She stated the pager work would be done after the permit is issued and would be completed prior to certificate of occupancy. G & B Development/Lodi LLC 18032-CLemon Drive, Suite407 Yorba Linda, California92886-4202 Tel: 714 693-3649 Fax: 714 693-3094 Email: gbdeve1gzmt@sbog1dm1.net CONSTRUCTION BUDGET AND DRAW REQUEST To: Community Business Bank From: G & 8 Development/Lodi LLC 714-693-3649 1540 West Kettleman Lane 18032-C Lemon Drive 407 Lodi, CA 95242 Yorba Linda, CA 92886 A A-01 B-01 8-02 8-03 8-04 8-05 8-06 8-07 B-08 C C-01 D D-01 -02 Develo mentFee 100,000,00 85,000.00 D% 85,000.00 Stucco System 53,700.00 53,700.00 0% - Expense Item Changeto Budget/Contract 4/6/10 Changeto Budget/Contract 4 30 10 Changeto Budget/Contract 5/28/10 Revised Budget/Contract 5/28/10 Amt Previously Funded Amount Invoiced this Draw 5/28/10 % Complete Amt remaining on contract Develo mentFee 100000.00 60,000.00 0% 60,000.00 100000.00 100000.00 7,000.00 1004 0.00 Ceiling 24,000.00 24,000.00 0% 24,000.00 Doors& Hardware 1 15,000.00 1 1 15,000.00 oo/,l 15,000.00 R/E Consulting/Escrow/A ralsal Fees 30,000,00 8,400.00 0°/ 1 8,400.00 Cabinet 4,800.00 4,500.00 0°/, 4,800.00 Expense Item 110,000.00 900.00 Changeto Budget/Contract 4/6/10 Changeto Budget/Contract 4/30/10 Changeto Budget/Contract 5/28/10 Revised Budget/Contract 5/28/10 Amt Previously Funded Amountlmmiced this Draw 5/28/10 % Complete Amt remaining an contract Escrow 10000.00 1000.00 11000.00 11,000.00 100% 0,00 BankA ralsal/Environmental Report 3950.00 3950.00 3950.00 100% 0.00 Bank Appraisal/Community Bank I 5,500.00 5,500.00 5,500.00 100% 0.00 Clark Insurance/Llabllit -Course of Const 1,857.30 1,857.30 1,857.30 100% 0.00 Real Estate Consultant 5,000.00 5,000.00 5,000.00 100% 0,00 Legal Fees 2,745.00 450.00 2,295.00 2295.00 100% 0.00 Contin en mist 947.70 450.00 1000.00 397.70 0.00 0% 397.70 30,000.00 30,000W 29,602.30 0.00 397.70 Land 1,125,000w) e gisivy N/A Land Purchase 1,125,OGU.O BuildingCosts 1,475,800,00 Expense Item Budget Changeto Budget/Contract 4/6/10 Changeto Budget/Contract 4/33/10 Changeto Budget/Contract 5/28/10 Revised Budget/Contract 5/28/10 Amt Previously Funded Amount Invoiced this Draw 5/28/10 % Complete Amt remaining on contract _ D-06 350.00 9d1 Al I a gg1 a L-8.0on oo I 4949691 I 91%_7 5,465.00 D-07 I I 1 D-08 D-09 0-10 D-11 D-12 D-13 D-14 D-15 D-16 D-17 D-18 D-19 Ext. Metal Wall Framinq 85,000.00 85,000.00 D% 85,000.00 Stucco System 53,700.00 53,700.00 0% 53,700.00 CBC Engineednq 2500.00 2500.00 2500.00 100% 0.00 Interior Walls 60,000.00 60,000.00 0% 60,000.00 Exterior Wall Insulation 7,000.00 7,000.00 0% 7,000.00 Ceiling 24,000.00 24,000.00 0% 24,000.00 Doors& Hardware 1 15,000.00 1 1 15,000.00 oo/,l 15,000.00 Overhead& Foldin Wall 8,400.00 8,400.00 0°/ 1 8,400.00 Cabinet 4,800.00 4,500.00 0°/, 4,800.00 Electrical 110,000.00 900.00 109100.00 10017.90 42618.60 48% 56,463.50 Fires rinklers 25,000.00 1 11 1 25,000.001 2,5DD.0D I I 10% 22,500.00 D-20 D-21 D-22 D-23 D-24 D-25 D-26 D-27 D -?ti D-29 D-30 D-31 D•32 D-33 D-34 D-35 D-36 D-37 D-38 D-39 L)-40 D-41 D-42 D-43 E-01 E-02 E-03 E-04 E-05 E-06 E-07 E-08 E-09 11 c-12 E-13 G G-01 Floor Covering and Staining 45JD 00.00 45,000.00 0% 45,000.00 Glazing 57,000.00 1.00 5,720.00 62,719.00 01/6 62,719.00 H.VAC. 67,000.00 4500.00 62,500.00 0% 62,500.00 Plumbing 35000.00 100.00 34,900.00 13,960,00 40% 20,940.00 Data Alarm and Cameras 44000.00 44,000.00 0°/, 44,000.00 Tile Graniteand Exterior Stone 49200.00 49,200.00 0°/, 49,200.00 Painting 38,504.00 38,504.00 0°/, 38,504.00 Restroom Parts and Accessories 15,000.00 15,000.00 0"/6 15,000.00 1,018,004.00 Sitework Earthwork 30,000.00 1,014.20 357.90 28,627.90 28,627.90 100% 0.00 Two Offslte Driveways Masonry 10,000.00 10,000.00 10,000.00 Parking Lot 100,00000 (3,98580) 98580 97 000 00 35790 2,34476 3 % 94 29734 Curbs Sidewalksand Lt Basis 80,000 00 80,000 00 20656.05 26% 59 34395 Landscaping 25,000 00 2500000 2,622 48 4,931 36 30% 1744616 Wrought iron Fencing 40,000 00 40,000 00 0% 40,00000 Site utilities 24,000 00 1.000 00 5,000 00 28,000 00 28,000 00 100% 000 309,000.00 General Conditions 110,000.00 110,000.00 27,686.22 25,775.95 49% 56,537.83 Liabllit /Workers Comp Insurance 5,000.00 290.00 1,782.57 6,492.57 4710.39 1,782.57 100% -0.39 115,000.00 1,442,004.00 Overhead and Profit 1 % 15,000.00 15,000.00 2,426.65 2,157.56 31% 10,415.79 Building Contingency 18,796.00 7,141.00 8,372.28 17,564.72 0°/, 17,564.72 147580000 14758MOC) 245,049.44 218 183.91 1012 566.65 Construction Permits 55,000.00 Expenseltem Changeto Budget/Contract 4/6/10 Changeto Budget/Contract 4/30/10 Changeto Budget/Contract 5/28/10 Revised Budget/Contract 5/28/10 Amt Previously Funded Amount Invoiced this Draw 5/28/10 % Complete Amt remaining on contract Grading Plan Check 1,457.36 1,457.361 1,457.36 100o/4 0.00 Gradinq Permit 989.40 1 989.40 989.40 100% 0.00 Building Plan Check 7,201.14 7,201.14 7,201.14 100% 0.00 Wildllfe Fee 13,398.80 13,398.80 13,398.80 100% 0.00 Lot Merger Plan Check 850.00 850.00 850.00 100% 0.00 PIG & E(Gas Deposit) 4,455.61 4,455.61 4,455.61 100% 0.00 Public Works Fee/ Abandon Two ExistingWater 2,200.00 2,200.00 2,200.00 100% 0.00 Public Works Fee/ Regional Transportation 1,243.02 1,243,02 1,243.02 100% 0.00 Public Works Fee/Commercial Water Meter 4,608.00 4,608.001 4,608.00 100% 0.00 OisabiedVetern Voice and News 300.00 300.00 300.00 100% 0.00 Building Permit 16,000.00 16,000.00 16,000.00 100% 0.00 Lot Merger Fee 1,447.00 1,447.00 1,447.00 100% 0.00 Contin enc (Misc) 849.67 487.00 362.67 196.49 54% 166.18 CBC/ADA Compliance Fee Flag Pole Plan I 0.00 Misc Plan Fees 0.00 1 55.000.00 94,91-q.00 1 54 1 SO 'ti lqgAq 16619 Development Imact Fees 262,667.00 er srxe N/A Architect, Engineer& Leeds Certification 145,000.00 % Complete Complete Amt remaining Afl1if@RfiagjS g on contract Expense Item Changeto Changeto Changeto Revised Amt Previously Amount Invoiced Budget/Contract Budget/Contract Budget/Contract Budget/Contract Funded this Draw 4/6/10 4/30/10 5/28/10 5/28/10 5/28/10 Architect/Structural En ineer 50,000.00 1 50,000.00 50,000.00 100% 0.01 G-11 G-12 H -OS H-02 H-03 H-04 1-01 1-02 1-03 J-01 Civil Engineer 10,000.00 1,491.65 Interestand Insoection Fees 5/28/10 Total Draw Reauest 1 5/28/10 11,491.65 11,491.65 100% 0.00 Electrical Engineer 9,000.00 438.29 9,138.29 9,138.29 100% 0.00 Lead Consultant 50,000.00 3,422.00 46,578.00 24,181.36 5667.36 64% 16,729.28 Plumbing & Mechanical Engineer 10,000.00 456.06 10,456.06 10,456.06 - 100% 0.00 Soil Report and Level One 4,000.00 4,000.00 4,000.00 - 100% 0.00 Landscape Architect 4,000.00 1,223.81 2,776.19 2,776.19 100% 0.00 Plan Reproductions 1,500.00 2,746.82 4,246.82 1,413.76 482.63 45% 2,350.43 Survey5,000.00 5,000.00 1,730.00 - 1,245.00 60% 2,025.00 Reserve 1,500.00 1,500.00 0.00 0.00 145 000.00 143 687.01 Pointsand Bank Fees 31,600.00 Expenseltem Changeto Budget/Contract 4/6/10 Changeto Budget/Contract 4/30/10 Changeto Budget/Contract 5/28/10 Revised Budget/Contract 5/28/10 Amt Previously Interestand Funded inspection Fees Amount invoiced this Draw 5/28/10 % Complete Amt remaining on contract Construction Loan/ Points& Fees 9,97000 9,97000 9,97000 1008 000 Construction Loan/ Perminatel-oan Fee 19,59000 19,59000 19,59000 1008 0 00 Misc BankFeesfrom 04/16/lOStatement 2,04000 4,48700 (26600) 6,26100 6,26100 100% 000 Bank inspection Fees 1,31299 26600 1.57899 26600 178 1,31299 31,600.00 37 399.99 36 087.00 1,312. Construction Carry and 2nd lDinterest 82,600.00 Expenseltem Changeto Budget/Contract 4/6/10 Changeto Budget/Contract 4/30/10 Changeto Budget/Contract 5/28/10 Revised Budget/Contract 5/28/10 Amt Previously Funded Amount invoiced this Draw 5/28/10 % Complete Amt remaining on contract Construction Carry 43,90800 43,90800 5,66532 138 38,24261 JIM 27 76500 27.765 00 21 59500 3,08500 898 3,0850C Eldon Kuntz 10,92700 10,92700 6,24400 1,5610C 718 3,17200 82 600.00 44,449.6E Misc Bank Fees 4,o0D.00 Expenseitem Changeto Budget/Contract 4/6/10 Changeto Budget/Contract 4/30/10 Changeto Budget/Contract 5/28/10 Revised Budget/Contract 5/28/10 Amt Previously Funded Amount invoiced this Draw 5/28/10 % Complete Amtremaining on contract Mlsc Bank Fees $4,000001 (4,000.00 1 0.00 000 $4,000.001 1 i 10.00 ProjectCost Equity RevisedTotal Budget/Contract 5/28/10 Previously Funded Interestand Insoection Fees 5/28/10 Total Draw Reauest 1 5/28/10 Amt remaining on contract i,vote5; Page 3 of 3 STATE OF CALIFORNIA ANUAKU LtAbL FUKM East side of Pixley Parkway, north of Kettleman Lane APNs: 049-270-01; 049-270-02; 049-270-07 & 049-270-08 San Joaquin County, Lodi, CA 95240 32-0279240 artment of Motor Vehicles DEPARTMENT OF GENERAL SERVICES REAL ESTATE SERVICES DIVISION File No.: 6049-001 Project No.: 126476 Preamble THIS LEASE, made and entered into this 25th day of March. 2009by and between G & B DEVELOPMENT/ LOD1- LLC A CALIFORNIA LIMITED LIABILITY COMPANY hereinafter called the Lessor, without distinction as to number or gender, and the State of California, acting by and through the Director of the Department of General Services, hereinafter called the State; WITNESSETH Description 1. The Lessor hereby leases unto the State and the State hereby hires from the Lessor those certain premises with appurtenances situated in the City of Lodi, County of San Joaquin, State of California, and more particularly described as follows: Approximately 7.866 net usable square feet of office space consisting of the entire single story building located on 1.9 acres of land situated on the cast side of Pixtey Parkwav (APNs 049-270-01 :049-270-02: 049-270-07 Fc 049-270-08). and as further described in the atttu.hed Facilities Desin Prop -ram, Exhibit "A", together with specifications marked Exhibit "B", and lessor compliance procedures marked Exhibit "C", and General Reautrements marked Exhibit "D". said Exhibits "A' and "B" and "C" and "D" Project No. 126476 dated December 1. 2008, hereby being incorporated into this lease, and including 84 to*exclusive unobstructed parking spaces contiguous to the subject building, and unlimited use of the building's common facilities. The State shall have access to and use of the leased premises 24 hours per day, seven (7) days per week with no exceptions. final construction documents referred to in 0(mend Note I of Exhibit "A". Pacili reference. Term 2. The term of this lease shall commence on December 1. 2009, and shall end on November 30. 2029, with such rights of termination as may be hereinafter expressly set forth. Early 3. The State may terminate this lease at any time effective on or after November 30, 2Q1% by giving written Termination notice to the Lessor at least thirty (30)days prior to the date when such termination shall become effective. If the State fails to complete its move out within the notice period and remains in the premises, additional rent shall be paid and prorated on a thirty (30) day inonth, based on the actual numher of days the State occupies the premises following the effective date of termination. Page - I Rent 4. Rental shall be paid by the State in arrears on the last day of each month during said term as follows: THIRTY-THREEI'HOLJSAND THREE HUNDRED FIFTY-I'WO AND 00/100 DOLLARS (533.352.00) frorn December I. 2009. through Noveriiber 30. 2010: then 1'IIIIt'I'Y-FOUR "I'IIOU SAN D FIIREE IIIJNDRFQ I'Fl.11t'I.y.-ONi AND00/1001.)OL.LARS ($34.33 1.00) from December 1-2010, through November 30. 2011: then 1"H1R'CY-FIVE'l IIOUSAND'I'IIREF.; HUNDRED FOR'CY AND 00/100 DOLLARS (535.340.00) from December 1.20 11, through November 30.2012: then I111R'I'Y-SIX CHOUSAND'CHREE HUNDRED SEVENTY-NINE ANI) 00/100 DOLLARS ($36.379.00) from December 1. 2012 through November 30. 2013: (hen I'I lilt'['Y-SEVf. N `fl IOLISAND FOUR I ILINDRED FOR I'Y-NINE AND 001100 DOL,I,ARS ($37.449.00) firom December I. 2013, through November 30.2014: then THIRTY,EIGHT THOIJSAND FIVE HIJNDRED FIFTY-ONE AND 00/100 DOLLARS ($38.551.00) from December I, 2014, through November 30. 2015: then FIIIR1'Y-NINE THOUSAND SIXI-1tJNDRED I:;IGI I rY-Si VEN AND 00/100 DOLLARS ($39,687.00) from December 1, 2015, throup-h Novernber 30.2016: then FOR'FY TI-IOIJSANDEIGHI' HUNDRED FIFI`Y-SIX AND 00/100 DOLLARS ($40.856.00) from December 1, 2016. through Novcinber 30. 2017: then FORTY-TWO THOUSAND SIXTY AND 00/100 DOLLARS ($42,060.00) from December 1. 2017. through November 30. 20 18: then FORTY-111REE'I'IIOU;SAND'TFIRl-E HUNDRED ONE AND 00/100 DOLLARS ($43.301.00) from December I. 2018. through November 30.2019: then F'OI2'1 Y=I'1 LRF.,.E'CiLQIiSANI) EIGHT' HUNDRI D SEVE FY -ONE AND 00/100 DOIal-ARS ($43.871.00) from December 1, 2019. through November 30. 2020: then FORTY-FIVE'I'I-IOUSAND ONE HUNDRED EIGL.I1'Y-SEVEN AND 00/ 100DOLLARS ($45.187,00) from December 1, 2020. through November 30. 2021 :then FORTY-SIX "I'I-IOUSAND FIVE 1.1UN.DR.ED FORTY -TI IR.IE.I AND 00/100 DOLLARS ($46.513.00) from December 1, 202I. through November 30. 2022: then FORTY-SEVEN THOUSAND NINE HUNDRED THIRTY-NINE AND 00/100 DOLLARS ($47.939.00) from Dccember I. 2022. through November 30.2023: then FOR'CY-NINE 1'.F10USAND'I'I1R.EE I3UNDR.L"D SLIVIIN'1Y-SL'V13N AICD 001100DOLL.ARS ($49.377.00) from December 1, 2023. throughNovember 30, 2024: then FIFTY 'r1f0USAND EICYH'P lILTNDRED FIPTY-EIGHT AND 00/100 DOLLARS ($50,858,00) from December 1,2024, through November 30.2025: then FIFTY-TWO THOIJSAND THREE HUNDRED EIGHTY-FOUR AND 00/100 DOLLARS ($52.384.00) from December 1, 2025. thromJi November 30. 202% -then 1+IF'I•Y-'I'1-IREE'1'FIQUSAND NINE HUNDRED FIFTY-SIX AND 00/100 DOLLARS ($53,956,00) from December 1. 2026. through November 30. 2027: then FIFTY-F'1VE'1FIOUSAND FIVE IIUNDRED SEV1:iNTY-FOl.1R AND 00/100 DOLLARS ($55.574.00) from December 1. 2027. throu-h November 30.2028: then i1,i rY-SEVEN'1'l-10USAND'I'WO HUNDRED FORTY-ONE; ANL) 00/100 DOLLARS ($57.241.00) from December I. 2028. through November 30. 2029. and (hereafter, Page -2 Rental payable hercundcr for any period of time less than one month shall be determined by prorating the monthly rental herein spccified based on the actual number of days in the month. Rental shall be paid to Lessor at the address specified in Paragraph 5 or to such other address as the Lessor may designate by a notice in writing. If the premises are not complete pursuant to Paragraph 6 by the date shown in Paragraph 2, it is understood and agreed by and between the parties that, at the State's sole option, the dates shown in Paragraphs 2 and 3 and the dates and dollar amounts shown in Paragraph 4 may be adjusted to the first of the month following the State's acceptance of the completed premises, such acceptance shall not unreasonably be withheld. If the State exercises this option, it is agreed the State will complete unilaterally an amendment to the lease to revise the herein above stated dates. Any accrued rents for the period of time prior to the unilaterally adjusted commencement date will be paid in accordance with Paragraph 8. Additionally, it is understood and agreed between the parties that, at the State's option, the dates shown in the "CPI Escalator Operating Expenses" paragraph, if incorporated herein, shall be adjusted to reflect the time delay between lease commencement and the first of the month following the actual acceptance date. In the event this lease agreement contains a provision granting the State an Option to Purchase the premises, it is further agreed herein by the parties that, notwithstanding the provision of the Option to Purchase paragraph herein, the effective dates and corresponding purchase option prices of said Option to Purchase shall be adjusted consistent with any adjustment to the lease commencement date, as stated above, which initial purchase option date shall in no event be less than twenty-four (24) months nor more than thirty-six (36) months from the "adjusted" commencement date. Said "adjusted" purchase option dates shall be established consistent herewith and incorporated into said lease with a unilateral amendment by the State. Notices 5. All notices and correspondence herein provided to be given, or which may be given by either party to the other, shall be deemed to have been fully given when made in writing and either: I) deposited in the United States Mail, certified and postage prepaid; or 2) sent via an alternate commercial overnight delivery service (i.e. FedEx or similar) with receiver's signature required; and addressed as follows: To the Lessor G & B Develonment/ Lodi. LLC Attn: Kelly Estanislau 18032-CLenton Drive, Suite 407 Yorbn Linda, CA 92886 Phone No. (714) 693-3649 FAX No. (714) 693-3094 and to the State: DEPARTMENT OF GENERAL SERVICES, REAL ESTATE SERVICES DIVISION PHONE NO. (916) 375-4172 LEASE MANAGEMENT "C" 6049-001 707 THIRD STREET, SUITE 5-305 FAX NO. (916) 375-4173 WEST SACRAMENTO, CA 95605 ALL NOTICES AND CORRESPONDENCE MUST REFERENCE TENANT AGENCY AND PREMISES ADDRESS Rental warrants shall be made payable to: G & B Devclopment/ Lodi. LLC and mailed to: G & B Development/ Lodi, LLC 18032-C Lenton Drive, Suite 407 Yorba Linda, CA 92886 Nothing herein contained shall preclude the giving of any such written notice by personal service. The address to which notices and correspondence shall be mailed to either party may be changed by giving written notice to the other party, r& Page -3 Completion and 6. Lessor agrees that, prior to December 1. 2009 and at Lessor's sole cost and expense, all required construction, Compliance with improvements and/or alterations, if any, shall be completed and the leased premises made ready for State's occupancy Plans and in full compliance with Exhibit "A", consisting of 56 pages titled, "Facility Dcsien Program, Project No. 1264176" Specifications dated December I. 2.008, and in accordance with Exhibit "B", consisting of 83 pages, titled, "Outline Specifications, Project No. 126376" dated December I, 2008, and Exhibit "C" consisting of 19 pages titled, "State Fire Marshal, CBC - ADA Access Compliance & Sustainable Measure Procedures Project No. 126176" dated Dcccrnbcr I. 2008. and 17,Hihit •`rl" rnn:ictino of N —.,F titI -i "(;moral R—mironi�ntc— Cnmmnniratinnc CAI,,, Prnr--, P-- 1=inl,l incorpomtcd herein upon completion, which Exhibits "A" and "B" and "C" and "D" and "E" are by this reference incorporated herein. Notice of 7. Lessor shall notify the State in writing by certified mail of the date the leased premises will be completed and Completion and ready for occupancy at least thirty (30) days prior thereto. Such notice shall be a condition precedent to the accrual of Access to Premises rental hereunder, except however, that if the State occupies the premises prior to the receipt of such notice or prior to during the expiration of the notice period of such notice, rental shall commence to accrue as of the date of occupancy. Construction Following execution of this lease, and not more than sixty days (60) prior to completion of construction and occupancy under this lease, State or its contractors or other representatives shall have the right to enter the premises for the purpose of installing certain equipment such as, but not limited to, modular system furniture, and electrical and telecommunications cabling and equipment. State agrees to inderruiify and hold Lessor harmless from and against any claims, damages, or other injury suffered by Lessor as a result of the work to be performed pursuant to this right to enter the premises prior to State's acceptance and occupancy of the premises. Lessor agrees to indemnify and hold State and its agents, contractors or other representatives harmless from and against any claims, damages, injury or other harm suffered by reason of the negligence or other wrongful act of Lessor or any of Lessor's agents, contractors, or other representatives. In no event shall the exercise of this right of entry be construed so as to cause an acceleration of the occupancy date of this lease or the obligation of the Stale to pay rent. Lessor and State shall each make all reasonable efforts to ensure that the respective construction and installation work is scheduled in such a manner so as to not interfere with or delay the other. In the event that one or the other party causes a delay in the other party's work„ such injured party shall be compensated in the following manner: Delays caused by the Lessor: Credit the State a compensating day of delay in the occupancy date and corresponding day of delay in payment of rent. Delays caused by the State: Credit the Lessor a compensating day of payment of rent from the actual date of occupancy. Compensation will be in one day increments. The parties agree that this shall be the sole remedy for delay, in that the calculation of damages in any other manner is too uncertain and not susceptible of accurate determination. Early Occupancy 8. Lessor agrees that if the leased premises are ready for occupancy prior to the completion date specified above in Paragraph 6, State may elect to occupy the premises on the earliest date practical after its receipt of the herein required completion notice. The rent payable for any such early occupancy by the State shall be at the rate of THIRTY-THREE THOUSAND TI -I REE HUNDRED FIFTY-TWO AND 00/ 100 DOLLARS ($33,352.00) per month, and shall be prorated on a daily basis for any partial month. Page -4 A. Sewer, trash disposal, and water service, including both hot and cold water to the lavatories except lavatories in Employment Development Department public toilet rooms in lobby areas which need only cold water. B. Elevator (if any) service. heating,ventilating, D. Janitorial services as described below. „{�., (1) Empty and .,I_.an all trash eent_-ineFs- and dispose of and tusk sanitaFy napkins). Fumish and Foplenish pape-F towel 11 tr_o...F..,_,.�_.•#.,a_,�Qnd rubbish. all. g . supply in a 1 aFoas of the !eased spaeo. and halls. Offlees with hard sui4;aea Boom in the public (5) Remove fingef mafles and smudges fi-om ail b (6) Sp :Anally cheek, and Lit'• .t; is ,Bed the a. Dust the tops of all fur-nituf!e, eounters, eabinets, lobby aFea sholl be damp ry opped-d*ili door -- and window sills, (whieli aFe f�ce of ijiterf�.-F� QUONerlva ,:F ...,L, stir.,:.,..., ' b' (2) Treat „ a, t:y....t.at:., .,I.a.at,•:,.;ty.., „t....l (if not : .yarn, ; tl s t',r, ie) Send-E,il/hi�Hlagyi u�r-r,z,^sh all -windows, , walls. and ptiinied surfitees. fiHiid!!"'Sr' (2) Clean wifid Description ofinnitorial services: Lessor, at Lessor's sole cost and exoensc. Burin¢ the term of this lease shall shall provide janitorial services, described as follows: Unless othom ise arranged in writing with the Slate, ianitorial service must be perfonned after close of business hours. On dav(s) when the Control Cnshier Room in the premises is due to be cleaned, the ianitorial contractor shall start thnt service 30minutes prior to the close of business hours. All ianitorial scrvicc must be completed no later than 7:00 a.m the,Ji )win.z business da I Page -6 4 , The innitori,iI %Nuri: shall be performed as described below. Unless exoressiv stated otherwise, the description of work shall apph, to,_illWncrel bUildill g arem. Floorstrippine is to be done with a low speed buffer (forstripping) and a strignine ox]. 14uftln's is to he done with a high-speed buffer. Spot cleaning is to be done with a clean white cloth. Floor finish is to he upplicd with a looped n1'lon mop. A) DAILY SERVICES I. REST ROOMS a. Clean all floors. S\vecp/mop floor with a OUAT neutral disinfectant cleaner/deodorizer (EPA resistered, hospital grade germicide for disinfecting and cleaning which comnlies with OSHA'sbloodbornepathoeen standard for disinfcctinP surfaces soiled with blood or other Potentially infectious bodih' fluids.] receptacles. around partition lees and vanity must he thoroughly cleaned. Contractor io past wet floor signs when mormine or scrubbin fl� oors. b. Wipe clean baseboards. cove base, and floor trim. removing any dirt. water. finish, sealant. and/or chemicals. c. Clean all lixtures — water closets. urinals, washbasins, waste receptacles and dispensers with a OUAT neutral disinfectant cleaner/deodorizer. Polish work fixtures to a bright linish, d. Remove all graffiti from walls. partitions, mirrors. and fixtures. e. Clean mirrors (polish frame if applicable). f. Dust and clean windowsills. ledges. grills, free standing partitions, wall surfaces. doors. and waste receptacles. e. Clean pipes under washbasins. on urinals and stools. h. Clean entrance Plass (if applicable). i. Spot clean entrance doors. j. Clean wall behind washbasins. sanitary napkin and tampon dispensers, Empty, clean and disinfect sanitary napkin receptacle. and replace soiled bans with new ones daily. Malfunction of dispensers shall be reported as soon as possible to the DMV Proiect Manager. 2. ItOOM CLEANING - Rooms include: public lobbv. emplovee work area. file rooms, conference rooms. classrooms. hallways, oatio, break areas. and any other rooms. a. Vacuum all carpet and mats to remove obvious dust and dirt, paper clips, staples, rubber bands. and other foreign obiects from traffic areas and from around furniture/modular system furniture. (Remove all movable obstacles before vacuuming and return to orieinal places when vacuuming is completed. b. Remove all marks lupin furniture and walls C. Clean tops of work counters. public counters. testing tables, tile cabinets, bookcases. annliances, and veiicling machines with appropriately treated cloth (removing spillage, linger marks, and other foreign residue. d• Spot clean stains (ink, pencil. markers. dirt, rust. and other foreign residue) workstation modules and work surfaces e. Wastebaskets/Trash receptacles i Emptv waslebaskets/trash reccptacles into apRi-opriate exterior trash containers. wa Page -7 ii. Chunge liners ifsoiled or tom as needed. iii. Clean the interior/exterior of wastebaskets/trash receptacles if soiled. iv. Remove any empty boxes (unless otherwise marked as save or recvcIe) b� breaking down and discarding into appropriate bin. I: Wipe with disinPextant cleanerall drinking fountains (including underneath. front, and sides). sinks, break room tables and counters. removingall 1 lingemrints and debris. a Wipe nhones with disinfectant cleaner. h. Clean any interior windows or glass below seventy-two inches (72") above ground. except in the lobby and entranceways clean any interior windows or glass below ei ht (81 feet above ground. (Wipe away any residual cleaner from sills. walls. and frames.) Use a non -streaking window cleaner. i. Clean all interior and exterior glass entrance doors. (Wipe away any residual cleaner from sills, walls, and frames.) Use a non -streaking window cleaner. Clean and polish interior and exterior doors including: doorframes, handles. doorknobs. kick plates. push plates. push bars. threshold. and components. Remove all foreign residues on or around door and components. k. Lobby & Break Room Chairs —Wipe clean. removing all dirt. grease, fingeMrints. food. gum. and other foreign residue (must check underside of chairs daily and clean on an as needed basis.) I. Spot clean signs. m. Carpet Snot Cleaning i. Contractor must use the appropriate cleaner for the type ofspot/stain, P,Ll in. adhesives. oil barrier (foods), coffee, tannin (chocolate & teas), protein -based spots. paint, grease. delible ink. markers. and rust. ii. Test spot cleaning solution on an inconspicuous piece of carpet for colorfastness. Use a clean white towel to blot the area to check for color bleeding. N f' carpet bleeds. do not use that cleaner: test another spotting solution. iii. Apply spotting product (avoid over application). iv. Allow dwell time for difficult spots. V. Agitate usinu a bone scraper or similar tool. vi. Blot using a spotting brush or similar with a "tamping motion" (i.e., place clean white towel over the spot and tamp (pat/hit) the towel with the brush to blot up the stain and spottingproduct. vii. Repeat process as long as there is improvement. viii. Rinse well with water and blot dry. (Do not over saturate camet.) ix. Do not clean the stains in a circularrtg inding motion with the towel. This Will cause the dirt to be driven further down into the carpet. x. Gum removal — Poke holes in the gum before applying the appropriate cicnning solvent to allow better penetration. A 0 Page -8 V IL HARD RI SII,IENT FLOORS -Terrazzo. VCT. VAT. Rubber & Tile i. Div sweep or dust mop Iloor to remove loose debris. LOBBY FLOORS. iii. USne a ncutral cleaner. damp mop removing oil. dirt, grit. and any other debris from Iloor. (Do not saturate floor with water.) iv. Rinse floor wi(h clean cotton loop mop and clean/clear water. v. Usine a wet/dry vacuum, remove all wet residue from floor. vi. Wipe all baseboards and stationary furniture/ea uipment clean of cleaner and water. vii. Anply a light mist ofRamsey's Sure Pass Sora\, Buff (or similar product) to the lloor and buff until glossy and dry. viii. Floors must be thoroughly dry before returning chairs. mats, waste receptacles. and delineators (stanchions) to original locations (otherwise stains/rust, will occur and damage flooring). ix. For restroom Iloors, mix a bacteria killing enzyme deodorizer in the rinse water (similar to Ramsey's Kil-Oder) and pour map bucket water down the floor and/or sink drains. x. Gum Removal xi. Use a small amount of citrus gel specificallyforgum removal. xii. Poke holes in gum before ttpgly..i.ng the appropriate cleaning solvent to allow better penetration. Use only enough solvent to cover the affected spot. Niii. Rinse solvent tlloroll9111Y with clean mon or towel and clean/clear water. xiv. Dry area with soft towel or wetldry vacuum. 3. OUTSIDE ENTRANCES — Bu i I d i n g must be secured if left unoccupied. (Cleaning will be d one in inclement weather.) a. Clean and polish kick plates, push plates, and push bars: removing all foreign residue on or around door and components. b. Empty trash receptacles. Change liners if soiled or torn. as needed. Clean the interior/ex(crioroftrash receptacles if soiled. c. Clean all cigarette and cigar receptacles. Replace sand as needed. B) WEEKLY I. Spot dust fumilure and horizontal and diagonal surfaces seventy-twoinches(72") from the lloor with treated dust cloth. 3 Sweep ful I floor in storage spices 3. Damp mop (with ncutral cleaner) and sprav hull' all hard resilient floors in storage spaces. C) F',VERY TWO WEEKS I. Reapply floor finish (except stornec spaces), between the normal (Quarterly)stripping and re-application of Iloors: Page-9 2. Damp mop. 3. Apply three (3) coats of finish (making sure that each application has thoroughly dried belbre the next coat is applied). 4. 5prav buff floors to a hich eloss. noii-slip finish. D) MONI'I ILY ( Work to be completed durine the first weekend ofeach month.) L Dust blinds and window a»Verines. 2. Dust interior and exterior light fixtures. 3. Damp wipe all °lass in partitions, pictures. bookcases. and any otherglass within approximately seventy-two inches (72") from the floors. 4. Clean exterior windows. including windowsills and frames, below eight feet (8') above groun(l. Wipe clean anv cleaner or water from the surroundine areas. use a non -streaking window cleaner. 5. Dust and clean all air conditioning vents, return grills and covers. and surroundine ceiling tiles to remove dirt, grease and residual cleaner and water. Wipe surrounding areas to be tree of cleaner and water. 6. Dust walls to ceiling areas removing spider webs and dirt. 7. Dust wall hangings. ceiling finis. clocks. and moldings. E) SPECIAL MAINTENANCE AREAS 1. Control Room — EVERY WEDNESDAY AND FRIDAY. Apply the daily room cleaning specifications to this area. 2. Carpet spot cleaning— DAILY. Spot clean carpets using the appropriate cleaner for the type of stain. For Qum removal, use a citrus gel gum remover. Poke holes in gum to allow deeper penetration, aeitate area. and remove. F) MISCELLANEOUS DUTIES ON AN AS NEEDED BASIS I. Damp wipe delineator (stanch ion) ropes and stands. 2. Lighting —Replace all burned out fluorescent tubes, light bulbs. and modular furniture lights (if applicable). 3. Polish all metal/brass surfaces to a bright finish. 4. Clean all mops. riles. mop buckets to keep odor free. 5. Clean janitor closet. keeping it neat and free from foul odors. (Note: Electric it panel is to remain unobstructed.) 6. If lurniture/anpliances have been moved exposint; uneven floor maintenance. treat the floors. 7. Notil'y DMV 1'1'0iect hen supplies are low in stock. G) M ISCELLANEOUS DUTIES I. Check all rooms. set lights for the night. secure building. activate alarms, and exit through designated doors. Report tires. hiWirdOUS conditions. and iteins in need of repair to the DMV Proiect Manager In the event of failure by the Lessor to furnish any of' the above services or supplies in a satisfactory manner, the State may furnish the same at its own cost; and, in addition to any other remedy the State may have, may deduct the Page -10 , amount thereof. including State's administrative costs. from the rent that may then be. or thereafter become due hereunder. Repair and 14 A. During the !case term, the Lessor shall maintain the leased premises in good repair and tenantable Maintenance condition. so as to minimize breakdowns and loss ol'the State's use of the premises caused by deferred or inadequate maintenance, including, but not limited to: ( I ) Generally maintaining the lensed premises in good: vermin -free, operating condition and appearance. (2) Furnishing prompt! good quality repair ol'the building, equipment, and appurtenances. (3) Furnishing preventative maintenance. including, but not limited to, manufacturer's recommended servicing of equipment such as elevator (ifany), heating, ventilating and air conditioning equipment, and tistures. (4) Furnishing ongoing maintenance and prompt repair of any and all special equipment and systems referenced in Exhibits A and B and U including but not limited to, security and access control systems, lire suppression systems, special HVAC systems for computer rooms, and UPS systems. (5) Furnishing and promptly replacing any inoperative light bulbs, fluorescent tubes, ballast, starters, and filters for the heating, ventilating and air conditioning equipment as required. (6) Furnishing remedial painting as necessary to maintain the premises in a neat, clean and orderly condition. (7) Annual testing and maintenance ofall fire extinguishers in or adjacent to the leased premises. (S) Repairing and replacing as necessary intrabuilding network cable and inside wire cable used for voice and data transmission. (g) Repairing and replacing parking lot bumpers and paving as necessary. Repaint directional arrows, striping, etc., as necessary. (10) On a weekly basis, sweeping parking areas and sidewalks, maintaining landscaped areas, including sprinklers, drainage, etc., in a growing, litter -free, weedfree, and neatly snowed and/or trimmed condition. (I 1) Repairing and replacing floor covering as necessary. Lessor, at Lessor's sole cost, shall arrange for moving of furniture and equipment prior and subsequent to the repairing or replacement of floor covering. (12) Keeping all walkways, parking lots, entrances, and auxiliary areas free of snow, water, oil spills, debris, or other materials which may be hazardous to users o fthe building. B. Lessor shall provide prompt repair or correction for any damage except damage arising from a willful or negligent act o f the State's agents, employees or invitees. C. Except in emergency situations, the Lessor shall give not less than 48 hour prior notice to State tenants, when any pest control, remodeling, renovation, or repair work affecting the State occupied space may result in employee health concerns in the work environment. D. In case Lessor. alter notice in writing from the State requiring the Lessor to comply with the requirements of this paragraph in regard to aspecilied condition, shall fail. refuse or neglect to comply with such notice, or in the event of an emergency constituting a hazard to the health or safety of the State's employees, property, or invitees, the State may terminate this lease without further obligation or at its option, perform such maintenance or make such rcpnir at its own cost and, in addition to any other remedy the State may have, may withhold rent due and deduct the amount thereof, including necessary costs incurred by the State required for the administration of sash maintenance and repairs, from the rent that may then be or thereafter become due hereunder. See Lease Paragraph 32 (Additions I Lessor Oblia'ations). Painting IS. In addition to any painting completed prior to the commencement of this lease: and touch-up painting required after initial occupancy upon receipt of written request from the State, Lessor agrees at Lessor's sole cost and expense to repaint all painted surfaces ((XJ interior and ( ] exterior) of the leased premises in accordance with the attached Exhibits "A" and "B". In no event shall Lcssor be required to repaint more than once during the first sixty (60) month period of this lease after the painting completed prior to the commencement date, and once during any succeeding sixty (60) month period. Lessor shall, within forty -live (45) clays from the giving ofany such notice, arrange for and complete the painting. Colors are to be approved by tite State. Lessor. at Lessor's sole cost, shall arrange for moving offurniture and equipment priorand subsequentto the repainting, and providedrop cloths, and covers as necessary. I,� r Page- I I Change Orders lb. The State shall ha\c the right during the existence of this lease to make change orders and alterations; attach :ind A Iterations fixtures; and erect additions. structures, or signs in or upon the leased premises. Such fixtures, additions, structures, or signs so placed in or upon or attached to the premises under this lease or any extension hereof shall be and remain the property ofthe State and may be removed therefrom by the State prior to the termination or expiration of this lease or any renewal or extension hereof. or within a reasonable time thereafter. In the event alterations. I11.CtUre5, additions, structures, or signs in or upon the leased premises are desired by State and State elects not to perform the work. any such work. when authorized in writing by the State shall be performed by the Lessor in accordance %kith plans aiid specifications provided by State. Lessor agrees to obtain competitive bids from at least three licensed contractors and to contract with the lo%�cst bidder. Lessor further agrees that the overhead and profit for the work shall not exceed fifteen percent ( 15%) total for Lessor and any general contractor combined. Within forty-five (45) days atter receiving Lessor's notice of completion of the requested work aiid an invoice requesting payment therelur, together with it complete detailed accounting of all costs for each trade, State agrees to either reimburse Lessor by a single total payment for the cost of such work; or, with Lessor's prior written approval, State will amortize the cost of the requested work over the remaining term ofthis lease by increasing the monthly rent by an amount to include principal and interest on the unpaid balance. The interest rate may not exceed the prime rate (the base rate on corporate loans posted by at least seventy -live percent (75%) of the nation's 30 largest banks) as of the date of the State's written authorization Io proceed. In the event State terminates this lease on or atter the end of the firm term, but before the expiration date of the lease, State agrees to pay to Lessor the portion of the principal balance which is unamortized as ofthe effective date of termination. Said payment shall be a single payment to be made within Forty-five (45) days after the effective date of the termination. Assignment and 17. The State shall not assign this lease without prior written consent of the Lessor, which shall not be Subletting unreasonably withheld, but shall in any event have the right to sublet the leased premises. Quiet Possession 18. The Lessor agrees that the State, while keeping and performing the covenants herein contained, shall at all titres during the existence of this lease, peaceably and quietly have, hold, and enjoy the leased premises without suit, trouble, or hindrance from the Lessor or any person claiming tinder Lessor. Inspection 19. The Lessor reserves the right to enter aiid inspect the leased premises at reasonable times, and to render services and make any necessary repairs to the premises. Destruction 20. If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten percent (10%) or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. In the event such casualty shall render more than ten percent (10",)) o f such floor space unusable but not constitute total destruction. Lessor shall forthwith give notice to Stateol'the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days atter such destruction. or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option may terminate this lease or, upon notice to Lessor, may maintain occupancy and elect to undertake the repairs itself, deducting the cost thereof from the rental due or to becomedue under this lease and any other lease between Lessor and State. In the event of any such destruction other than total. where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to stake the repairs itself, Lessor shall diligently prosecute the repair of said premises and. in any event, if said repairs arc not completed within the period of thirty (30) days for destruction aggregating ten percent ( 10%) or less ofthe floor spice, or wilhin the period specified in Lessor's notice in connection with partial dCSIrUCtion aggregating more than ten percent (10%), the State shall have the option to terminate this lease or complete the repairs itself. deducting the cost tlicreof from the rental due or to, become due under this lease and an) tither lease between Lessor nncl State. In the event the State remains in possession of said premises though partially damaged, the rental as herein provided shall be reduced by the sante ratio as the net square feet the State is thus precluded from occupying bears to Page- I2 31011.11' 11a11S 11MUMIdt111 01 (3110213 011311S 2u!pJeML oql ,Cq poldopr. sp.lepuLlS Jo Suollept2a.1 aq1 PUL '(9'6£ 111-S£ I I 1 ',110!1333 apo 11131Unu0noD) 3POD luawuJOAOD aql JO Z 01111 `£ uols!A!C1 `I 1JI!d `I Jalde11D `c-6 01311-Iy Jo Suo!s1Ao.1d )Ill `(-bas la 0'S8ZL uog3OS `Z all!J ;)POD 3A!]eJlsnntupy e1uJ0111uD) Japuna.Iag1 palLainwo.ld suo11L11123.I agi •(•bas la 006Z1 uoliOaS `0po:) 1uauluJanoE)) lay 2ulsnOH puL ]u3ul,(oldul3 J!L;1 0111 Jo SUO!S!AOJd 341 gl!ai SIdLUO3 IlegS Jossarl •uo!)eulw!J0s!P g0nsdo aaJ-1 On 1uoul,(oldula Jo3 slue311dde puL soarioldtua Jo luaulleaJ] pue uo!]enlena aql jugl o.msui 11L11s Jossa-I •xas Jo `a2L `snluls Ie1!JLuI 'uatl!PuoO 1e01pau1 -:(l!I!gtlslp ILJu3u1 `de0!pue11 le3lsAIld `,CJlsa3ue `ur2uo Ieuolluu `Jolo0 `uo!211aJ `a3LJ do asne3aq m0iu/Coldula .101 ltiva!iddL Jo ao,(oidtua ,Cue lsu!e2e CIInjmulun aieu!w!J3slp SOL11 11egs Jou `,C1!1!gesip IL]u3ul JO IL0ls,(11d `0213 `xas `uo11e0!91tu3P! dnoJ2 omillo `Jolo0 saall3LJd `uo!2llaJ3o s!seq agi uo uostad ,Cue of SIJauaq XUOP lou Reqs JOssa-1 a11l `assal S!g1.10 a3urwJo{Jad ;)ill 2uun4 •£Z luatuAoldwd iiu_q silo !]eln2a21 olge3!lddy puL opoD Joge-1 a11l JO L'LLL I § PUe `9'LLL I `','LLL I § gl!At Xldwo0 pill. sp.lepuels d!11sooguoiddy 3o uO!s!A!Q aqi 13e1uo3 Ilegs JoIOLJluO3/.tossa(I -110M 30 ]uaura0uaun1103 01 JO!Jd '3 -;)POD Jogerl aril t11!M ODUBPJ03313 u! JJOM 10 a3uew.to3Jad Joi popaau sixi.iom o] sluaw CLd a0uolslsgns pue IanLJ] ayew IlEgs Jo immo3/Jossa,1 •Q •apoJ JogL-I atll 3O 9LL I § d0 ]uauJa.nnbaJ ,il!l!gel!ene pup 2uldaal p.1o0aJ lloJ,(ed aqi Ill!A1 ,Sldulo0 11Lgs Jo]OLJIuoo/Joss2)7 '3 Iwlq'1][3Je190.1 s3rls!]e1s/.ISIP/AO 'e,•.np'AtAtn"//:c ll11 :020M 2u1I!ena.ld uo U011Lu1Jt11u! .1aglJnl JOJ ILLtl-COL (9 10 :xed VLLt,-EOL (9 10 :011011d Z0I176 elw0MI'D `031313ueJd les Jool,g ,Ig `onUOAV 01139 u2P1Oq SSfi g3Jeasa21 pue so!Ispe]S Joge-ldo uols!n!Q Suot1e1311 lumisnpulgo luouilJuda4 :u1oJ'l Jo]01!Jtuo3/JOSsa-1 Pill .(q poulelgo oq 11e11S sale) 02BM 2u1l!LAwd IIy •ol!s go(aq] to lsod 11!M JOssa-I 11OILIM Sa113.1 a2LM 2up!Ln3Jd suO111'JOU 1LIJlsnpul,lo ]tlawiJeda4 all jo Ado3 e saai(Oldttla/s.Iolz)t'.ptloogiis IIL tISIUJl1J IILLIS J013L'. lUO3/.IOSSa'1 a11_L •g •sl3eJiuo3gns puL suo!]eoy!oods O!q Ile ui suolriaJ!ssel0>IJOM alLudoaddtl of p!Ld aq sa2em 2ug!ena.ld swinboi g3lgM opoo Joqu-I Pill jo -bas 10 OLLI§ 11l!M 3311eP.I000e u! s3111euad puL suo!]0ulsaJ 03 13algns aq pue simmiw!nboi O&M 2u11!LAald gl!A1 Sidwoo llegs Jol3n.nuoo/Jossa-I y uo!s!AOJd :/(ldde pegs 2umolloJ aqi `Z'OZL I§ 3POD Joqu-1 01 JUIMsJnd ,SlJOA% 0llgnd„ SL pau1101) s10OCCI Id osogl .iO j -ZZ 92UM 2u!I!LAO ld •a3uLJnsu! P!Ls Ail IN)JOA03 as MIL'P .10 SSOI AIM Jo3 Xl!l!qull woJd OwIS agl sospoloi pill? `Ja.IIISUI a111 ,10 s]il2!.I uollr.2o.rgns .)ill S0AIUM ,(ga.MLj JOSS -0-1 `SOS!tuald paseal paA!LM UM1Oq alp uO Jossa-I 01 pansSI A3!lod 03uL.nlsu! 301WAOD p0p11a1s3 pill! a111 ,Cul; ,Sq pa7.uol9lnp. 1UPlx0 3111 Oj, ' I Z uo!1L20JgnS 'a3eds paseal sl! 1011IP of JapJ0 u! LI01PJ0s!P S1! iL SSXMII,10 Sueatu lie pill ,(ue 0311 (r.tti P11'•lS 3111 Will P30.1211, sl 1! `a1noJ ssa00e oleudoiddll ue ,(3!mop! JODUV,1.IOSSa-I atli,ll '0311LiS pasl;aj ain1S agi ssa33c n1 -au!pi!nq ag1 g2no.1gl a1no.1 0luildo.tdde ue ,(•1lulap! ,(ia]elpaulwi pegs Jossafl agl ']sanbw s,aimS alp ly 'uon!puo0 Jill 1L'q;N JPI1Lttl Oil SPi11113e9 paseal po,(oJJsap ,(Ile!jind Jo poSo.11sop Si! JPItla 01 lg2!.I )Ill say luaie Sl! .lo aletS gill 113111 paaJie pill! PoolsJPpun S1 11 •sulOO.Ilsa.I pue `SJo1LAa!a `sllaat.np.ls •s.Iopu.Io3 0!Ignd apnl0ui LOU pegs put suo!Suawlp ap!SUI 1Lnlor, m1aul lle11S „1009 XPnbs IZN,, -SasnuaJd p0siml agi Ili laa3 P.ILnbs i0u lulol ;)ill DVBE 24. Lessor hereby represents and certifies that it has fully complied with all Disabled Veteran Business Enterprise Participation (DVBE) participation goals or has made good faith efforts. as the case may be, as required by Public Contract Code Requirement § 101 15 et seq.. and further agrees that the State or its designees will have the right to review, obtain, and copy all records pertaining to the contract. Lessor agrees to provide the State or its designee with any requested relevant information and shall permit the State or its designee access to its premises, upon reasonable notice, during normal business hours for the pw pose of interviewing employees and inspecting and copying such books, records, accounts, and other material that nw\ he relevant to a matter under imlesth ation for the purpose of determining compliance with this requirement. Lessor lorther agrees to maintain such records for a period of three (3) years after final payment under the contract. Upon completion of this lease, Lessor agrees to submit a final report identifying all DVBEs used in providing services or supplies to tins lease. Efforts to include DVBEs in this contract shall continue throughout the lease term and any extensions or rencc� ads hereof involving purchases of materials and supplies by the Lessor. Service 25. Within ti fteen (15) days after occupancy of the leased premises by the State, Lessor shall provide the State Companies with the name, address. and telephone number of an agency or person convenient to the State as a local source of service regarding the Lessor's responsibilities under this lease as to repairs, maintenance, and servicing of the premises and any oral[ related equipment, fixtures, and appurtenances. Service Credit 26. Lessor agrees that the rental provided under the terms of Paragraph 4 hereof is based in part upon the costs of the services, utilities, and supplies to be Furnished by Lessor in accordance with Paragraph 13 hereof. In the event the State vacates the premises prior to the end of the terin of this lease, or, if after notice in writing from the State, all or any part of such services, utilities, or supplies for any reason are not used by the State, then, in such event, the monthly rental as to each month or portion thereof as to which such services, utilities, or supplies are not used by the State shall be reduced by an amount equal to the average monthly costs of such unused services, utilities, or supplies during the six-month period immediately preceding the first month in which such services, utilities, or supplies are not used. Holding Over 27. In the event the State remains in possession of the premises after the expiration of the lease term, or any extension or renewal thercof; this lease shall be automatically extended on a month to month basis, subject to thirty (30) days termination by either party. and otherwise on the terms and conditions herein specified, so far as applicable. If the Inst recta; amount shown in Paragraph 4 included the amortization of a capital sum expended by Lessor for certain alterations and improvements. as described in a separate paragraph herein, and the capital sura has been fully amortized, the holdover rent shall be reduced by the amount of the monthly amortization. If the State fails to vacate the premises within the notice period and remains for an extended period, additional rent shall be paid and prorated on a thirty (30) day month, based on the actual number of days the State occupies the premises following the effective date of termination. Surrender of 28. Upon termination or expiration of this lease, the State will peacefully surrender to the Lessor the leased Possession premises in as good order and condition as when received. escept for reasonable use and wear thereof and damage by earthqual(e, tire, public crilnntity, the elements, acts of God, or circumstances over which State has no control or for which Lessor is responsible pursuant to this lease. The State shall have no duty to remove any improvements or fixtures placed by it on the premises or to restore any portion of the premises altered by it, save and except in the event State elects to remove any such improvements or fixtures and such removal causes damages or injury to the leased premises, and then only to the extent of any such damage or injury. Time of Essence, 29. Time is of the essence of this lease, and the terms and provisions of this lease shall extend to and be binding Binding upon upon and inure to the bcnelit of the heirs, executors, administrators, successors, and assigns to the respective parties Successors hereto. All of the parties hereto shall be jointly and severally liable hereunder. No Oral 30. It is mutually understood rind agreed that no alterations or variations of the terms of this lease shall be valid Agreements unless made in writing antl signed by the parties hereto, and that no oral understanding or agreetncnt not incorporated herein, shall be binding on any of the parties hereto. Page -14 Service Contracts Wages and Benefits Lessor's Additional Obligations LEED Certification Ontion To , 31. All janitorial and housekeeping services. custodians, food services workers, laundry workers, window cleaners and security guards prop idcd by Lessor pursuant to the provisions of'this (case. shall be in full compliance with the requirements ol'Governmcni Code (GC) 19134 ifapplicable, including but not limited to the following: a) Lessor agrees that service contract agreements for such services will provide employee wages and benclits that are valued at eighty -live (85%) of the State Employer cost of providing comparable wages and benefits to state employees performing similar duties. For these purposes, benefits includes health, dental, and vision benefits and it also includes retirement benefits, holiday pay, sick pay and vacation pay. b) Lessor shall ensure that each contractor and subcontractor providing such services is provided a copy of the applicable regulations for GC 19134. c) Lessor agrees to certify on a quarterly basis that all contracts esecuted by Lessor are in compliance with GC 19134. d) Lessor ;agrees to include in the service contract agreements the applicable reporting, audit and termination for breach provisions as described in the applicable regulations for GC 19134. 27 r). -h— the T.ACP T' m and n v PYfondwt form TP nr shall I-- flP 1--d n mid and the nrnnP.rty of which it is a vart. including all improvements upon said premises and all site iin rovements required under the lease and Exhibits "A" `B". "C" and "D", inclucling contiguous parking requirements. in rood condition and repair, including without limitation: foundation: exteriorand interiorsvnils and doors including loading and emergency doors if any: roof: downspouts and Putters: interior and exterior structural components of the leased premises (including mens and woniens restrooms): lighting. electrical distribution and other electrical system components: dumbing systems; heating. ventilation. air conditioning and all mechanical emuipinent and components: fire sprinkler systems; security and other alarm systems; utility lines located inside or outside the leased premises or below the foundation or slab: and all other building s stems and com onents. In addition. Lessor shall perform or cause to be performed all maintenance repair and other services relating to the premises and the property of which it is a part as and when the same are reasonably necessary, including, but not limited to. landscape maintenance driveway and parking area maintenance for the nremises and conti ous parking and site iinprovements, exterior fighting maintenance. waste removal. repair and maintenance of paved areas. cleaning supplies, miscellaneous building supplies. exterior painting for the building. exterior p1tinibing for the building, exterior window washing. insect and 12est extermination. security guards or security system 1'61- the premises and building. signs for the premises and building and miscellaneous maintenance. In case Lessor, after notice in writhig from the State requiring the Lessor to comply with the requirements of this paragraph in regard to a mecitied condition. shall fail, refuse or neglect to comply with such notice or in the event of an emergency constituting it hazard to the health or safe1y of the State's employees, pro ertor invitees the State may make such repair at its own cost and. in addition to my other remedy the State may have. may withhold rent due and deduct the amount thereof: includine necessaa costs incurred by the State required for the administration of such repairs. From the rent that may then be or therealier becoine due hereunder. 3. Within ninety (9(1) clays of the State's occunancy, Lessor shall submit all required documents to the United States Green Buildina Council for LEED certifiention to meet a minimum of LEED NC Silver Certification. Lessor agrees to provide the State evidence by the United States Green BUilding, Council that the leased space meets LEED NC Silver Certification within twelve 12 months of occupancy. The State reserves the right to reduce the rent in accordance with paragraph 9 herein for failure to submit or provide the certification as identified herein. Providing for a fair and reasonable allowance for delays caused by the United States Green Building COUncil which are beyond control of Lessor. 34. The Stnte shall have the option to purchase the leased premises. and the 1.9 acre property of which it is a part, inciudiiw all improvements upon said iweniises and all site im rovements required under the lease and Exhibits "A" "B". "C" and "D", including all contiguous i)ai-king and site re uirements. It is a eed that the State's option to purchase the leased premises nury be assigned to another State agencv or any other nominee designated by the State. The option to purchase said property may be exercised tipon the following teams and conditions: H Page -IS 91-affud suopiI.Itstn nto.Iasa S.Iannq,lo lull!tugns uo n;ua u!;1103 ail 1011 Nuys maria 07111 paatj luttJp pa palmouyau PUB pall !s ay110 Itp!ttrgns s,Jossa-1 asey3ln as!31axa o; 23!705 uall!1m s a1u1S u! [I C.11 las ss 0suy3a11c .10 .1 UP an!taal_aa -pill of JOI.I soup 0£ 1J!41 M 13sa 0111! paaQ lush, Pa palmou13t AIIQaOJd pus p3111XV3 A111ij u ap!noJ of saalau Jossa-I .I •onp S)UaWAVa ls;uaJ u!molloj atp woJ3 1)!s os s;unotuu nuu;anpap •;lnulap;uaw,,u a u ;.Iau us a1n3 0; Jap10 u! pus .;Ine1a4 3o a3!Iol.! 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I Pp 115 paulaJ 10 J!s a1 -asuazlxopuu 1603 alos s!y is •111nn Jossa-1 pap!noJ anoquu!aJati uo!1 o astty3an 0111 as!3Jaxa 01 s13111 ands 3! tutp sown, 10ssa�1 .9 •Jossal ay; q p! ag Nuys tunnuaJd a,uulnsu! app ay; u!pnl3u! moJ3sa 4J11b JU sasua xa IIdp!esa141t st att1S -1111 uI palsan aIIII 11IMMIs aaLlc astgaln 211110 Iunows ay; u! a3uslnsu! 2151 •lo , allo of in PJspuuls r. tp!nt p-pyslu.ml ag II!m all 15 ay £ aiuts atp q pang u 1111 wo3 014!1 u yt!m Joss -p 1 -pyt q paua o ntOJos-p tI, nall palpul111 aq 11mis oslty3.In 0111, •J •moJ3sa3o as0I3 is apuul aq Iltys )LIPUBAERI pur• XKI osuyo.nt ay; .Iq] 3a!ontn uu �1t1S all 01 gsnunl Ilrys Jossa 123!705 p!es u! 711.,01 tas asupin 30 a1t:p alt 01 1o!J sup OZ ntuantI Isnai id .�j •alr.]$ 2111 0l algtl a33t ail saI y3!gm s1a11uw puu slaawasta IIIpn arlgn l aaxa pur, ants uort 13x0 -117!1 Jal1111 J0 sluawasua sa3utlgmnoua suml IIV jo Jua13 puu ao.y aI uI!s 0a1 to paap JtIt?1B Aq ail hugs 3NIL'• anllU3 2711, 'Cl �+lep-pats!, tj LI! ttin pu t+fa'p-Malst} uE>tuOI71!Il�ttth�lif!-AtiY-lAii'rT-;Siff-Ptt}-jf)-S};-A�IdCI-�tiP.[13.t £t'£ G£9 -G ; 6ZOZ 'Of •I-pdtuaaol�l hl L £sS'9 I VZOZ '()£ JaqulanoR 980'6L9'9 S 61OZ '0£ J0lur0:10N 51l1d asty311!d 01110 smollol st: ail llttys pats!, saitp P1.11,10) g3111•lo sr• aa!1d asryaln 2777 41 asl:y3.m •lo a1sP aql 01 Jo!J sup 06 ntau!u utyl ssal toll uoll o st!.lo asmjl lxa agt.lo a�!tou ua11!Jm Jossa l ,.�! II!nt atriS d IN NN I I 'N FY, NVI I I RI UI I- , Ilik Icasc 111IN lJLTll (2\L:Cll(U(l lig the J);ll ties hereto as of tile date first above SN rittell. Sl A I L UF UALIRMW AI)IM-Mill ReC0JM1)elldCd St [:\ l(TS f.',I-'Al. FSTATF.' S[RVI('f:S DIVI'dON PROFFS', - 10 N s.-\ 1, 5I R V1 S t 11 scifior Rear l -state Officer Real Estate lection Date 5— — � 00�-? Approved DIREC IUR OF THE AR I I OF GENERAL SE&-VjET-.S PATRICK FOSTEI Real Estate 1..easing and Management Section Date 11SWR G & It DEVELOPM ENT/ LODI, LLC, a California Limited Liahility cmllpall� NICHOLAS ESTANISLAU, Managing member Date - 0 FEE PAYMENT AMORTIZATION SCHEDULE DMV Facility 1222 Pixley Parkway APN # 049-270-01.049-270-02. 049-270-07 and 049-270-08 Total Fees: $248;625.52 Interest Rate: 2.869% (1.869LAI F rate plus 1 %) Term: 10 yrears Payment No. Unpaid Balance Monthly Payment Principal Interest 1 $248,625.52 $2,385.74 $1,791.32 $594.42 2 $246,834.20 $2,385.74 $1,795.60 $590.14 3 $245,038.60 $2,385.74 $1,799.90 $585.85 4 $243,238.70 $2,385.74 $1,804.20 $581.54 5 $241,434.50 $2,385.74 $1,808.51 $577.23 6 $239,625.99 $2,385.74 $1,812.84 $572.91 7 $237,813.16 $2,385.74 $1,817.17 $568.57 8 $235,995.99 $2,385.74 $1,821.51 $564.23 9 $234,174.47 $2,385.74 $1,825.87 $559.87 10 $232,348.60 $2,385.74 $1,830.23 $555.51 11 $230,518.37 $2,385.74 $1,834.61 $551.13 12 $228,683.76 $2,385.74 $1,839.00 $546.74 13 $226,844.76 $2,385.74 $1,843.39 $542.35 14 $225,001.37 $2,385.74 $1,847.80 $537.94 15 $223,153.57 $2,385.74 $1,852.22 $533.52 16 $221,301.35 $2,385.74 $1,856.65 $529.09 17 $219,444.70 $2,385.74 $1,861.09 $524.66 18 $217,583.61 $2,385.74 $1,865.54 $520.21 19 $215,718.08 $2,385.74 $1,870.00 $515.75 20 $213,848.08 $2,385.74 $1,874.47 $511.28 21 $211,973.62 $2,385.74 $1,878.95 $506.79 22 $210,094.67 $2,385.74 $1,883.44 $502.30 23 $208,211.23 $2,385.74 $1,887.94 $497.80 24 $206,323.29 $2,385.74 $1,892.46 $493.28 25 $204,430.83 $2,385.74 $1,896.98 $488.76 26 $202,533.85 $2,385.74 $1,901.52 $484.22 27 $200,632.33 $2,385.74 $1,906.06 $479.68 28 $198,726.27 $2,385.74 $1,910.62 $475.12 29 $196,815.65 $2,385.74 $1,915.19 $470.55 30 $194,900.46 $2,385.74 $1,919.77 $465.97 31 $192,980.69 $2,385.74 $1,924.36 $461.38 32 $191,056.34 $2,385.74 $1,928.96 $456.78 33 $189,127.38 $2,385.74 $1,933.57 $452.17 34 $187,193.81 $2,385.74 $1,938.19 $447.55 35 $185,255.62 $2,385.74 $1,942.83 $442.92 36 $183,312.79 $2,385.74 $1,947.47 $438.27 37 $181,365.32 $2,385.74 $1,952.13 $433.61 38 $179,413.19 $2,385.74 $1,956.79 $428.95 39 $177,456.40 $2,385.74 $1,961.47 $424.27 40 $175,494.93 $2,385.74 $1,966.16 $419.58 Page 1 Payment No. Unpaid Balance Monthly Payment Principal Interest 41 $173,528.76 $2,385.74 $1,970.86 $414.88 42 $171,557.90 $2,385.74 $1,975.58 $410.17 43 $169,582.32 $2,385.74 $1,980.30 $405.44 44 $167,602.03 $2,385.74 $1,985.03 $400.71 45 $165,616.99 $2,385.74 $1,989.78 $395.96 46 $163,627.21 $2,385.74 $1,994.54 $391.21 47 $161,632.68 $2,385.74 $1,999.30 $386.44 48 $159,633.37 $2,385.74 $2,004.08 $381.66 49 $157,629.29 $2,385.74 $2,008.88 $376.87 50 $155,620.41 $2,385.74 $2,013.68 $372.06 51 $153,606.73 $2,385.74 $2,018.49 $367.25 52 $151,588.24 $2,385.74 $2,023.32 $362.42 53 $149,564.92 $2,385.74 $2,028.16 $357.58 54 $147,536.76 $2,385.74 $2,033.01 $352.74 55 $145,503.76 $2,385.74 $2,037.87 $347.88 56 $143,465.89 $2,385.74 $2,042.74 $343.00 57 $141,423.15 $2,385.74 $2,047.62 $338.12 58 $139,375.53 $2,385.74 $2,052.52 $333.22 59 $137,323.01 $2,385.74 $2,057.43 $328.32 60 $135,265.59 $2,385.74 $2,062.34 $323.40 61 $133,203.24 $2,385.74 $2,067.27 $318.47 62 $131,135.97 $2,385.74 $2,072.22 $313.52 63 $129,063.75 $2,385.74 $2,077.17 $308.57 64 $126,986.58 $2,385.74 $2,082.14 $303.60 65 $124,904.44 $2,385.74 $2,087.12 $298.63 66 $122,817.33 $2,385.74 $2,092.11 $293.64 67 $120,725.22 $2,385.74 $2,097.11 $288.63 68 $118,628.11 $2,385.74 $2,102.12 $283.62 69 $116,525.99 $2,385.74 $2,107.15 $278.59 70 $114,418.85 $2,385.74 $2,112.19 $273.56 71 $112,306.66 $2,385.74 $2,117.23 $268.51 72 $110,189.43 $2,385.74 $2,122.30 $263.44 73 $108,067.13 $2,385.74 $2,127.37 $258.37 74 $105,939.76 $2,385.74 $2,132.46 $253.28 75 $103,807.30 $2,385.74 $2,137.56 $248.19 76 $101,669.74 $2,385.74 $2,142.67 $243.08 77 $99,527.08 $2,385.74 $2,147.79 $237.95 78 $97,379.29 $2,385.74 $2,152.92 $232.82 79 $95,226.37 $2,385.74 $2,158.07 $227.67 80 $93,068.30 $2,385.74 $2,163.23 $222.51 81 $90,905.06 $2,385.74 $2,168.40 $217.34 82 $88,736.66 $2,385.74 $2,173.59 $212.15 83 $86,563.07 $2,385.74 $2,178.78 $206.96 84 $84,384.29 $2,385.74 $2,183.99 $201.75 85 $82,200.30 $2,385.74 $2,189.21 $196.53 86 $80,011.08 $2,385.74 $2,194.45 $191.29 87 $77,816.64 $2,385.74 $2,199.69 $186.05 88 $75.616.94 $2,385.74 $2,204.95 $180.79 89 $73,411.99 $2,385.74 $2,210.23 $175.52 90 $71,201.76 $2,385.74 $2,215.51 $170.23 91 $68,986.25 $2,385.74 $2,220.81 $164.93 92 $66,765.44 $2,385.74 $2,226.12 $159.63 93 $64,539.33 $2,385.74 $2,231.44 $154.30 94 $62,307.89 $2,385.74 $2,236.77 $148.97 Page 2 Payment No. Unpaid Balance Monthly Payment Principal Interest 95 $60,071.12 $2,385.74 $2,242.12 $143.62 96 $57,828.99 $2,385.74 $2,247.48 $138.26 97 $55,58151 $2,385.74 $2,252.86 $132.89 98 $53,328.66 $2,385.74 $2,258.24 $127.50 99 $51,070.42 $2,385.74 $2,263.64 $122.1 0 100 $48,806.77 $2,385.74 $2,269.05 $116.69 101 $46,537.72 $2,385.74 $2,274.48 $111.26 102 $44,263.24 $2,385.74 $2,279.92 $105.83 103 $41,983.33 $2,385.74 $2,285.37 $100.38 104 $39,697.96 $2,385.74 $2,290.83 $94.51 105 $37,407.13 $2,385.74 $2,296.31 $'89.43 106 $35,110.83 $2,385.74 $2,301.80 $83.94 107 $32,809.03 $2,385.74 $2,307.30 $78.44 108 $30,50173 $2,385.74 $2,312.82 $72.92 109 $28,188.91 $2,385.74 $2,318.35 $67.39 110 $25,870.56 $2,385.74 $2,323.89 $61.85 111 $23,546.67 $2,385.74 $2,329.45 $56.30 112 $21,217.23 $2,385.74 $2,335.01 $50.73 113 $18,882.21 $2,385.74 $2,340.60 $45.14 114 $16,541.62 $2,385.74 $2,346.19 $39.55 115 $14,195.42 $2,385.74 $2,35180 $33.94 116 $11,843.62 $2,385.74 $2,357.43 $28.32 117 $9,486.20 $2,385.74 $2,363.06 $22.68 118 $7,123.13 $2,385.74 $2,368.71 $17.03 119 $4,754.42 $2,385.74 $2,374.37 %1.37 120 $2.380.05 $2,385.74 $2,380.05 $5.69 121 $0.00 TOTALS: $286,288.98 $248,625.52 $37,663.46 Page 3 tau'�egoloags�iiriiauidolona[xip aieurl MK -69 hl L aed 6t9i-£69 NL 1'.1.. 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COMMUNITY BUSINESS'ANK 1540 West Kettleman Lane Ste A Lodi Ca 95242 ul 0 0 L 0 1 S p: L 2 L L Vi L 1: 20 200 2 L 7611® WHEN RECORDED, RETURN TO: City Clerk City of Lodi 221 West Pine Street Lodi, CA 95240 FEE PAYMENT AGREEMENT 1222 Pixley Parkway THIS AGREEMENT is made and entered into by and between the CITY OF LODI, hereinafter referred to as "City" and G & B DEVELOPMENT CO., LLC, hereinafter referred to as "Owner". RECITALS: Owner is the owner of that certain real property situated in the City of Lodi, County of San Joaquin, and described as follows: APN: 049-270-01 Parcel 1, as shown and delineated on that certain parcel map filed for record December 23,2004, in book 23 of parcel maps, page 84, San Joaquiii County records, Certificate of Correction recorded February 18, 2006 as document No, 2006-036971 of official records. APN: 049-270-02 Parcel 2, as shown and delineated on that certain parcel map filed for record December 23,2004, in book 23 of parcel maps, page 84, San Joaquiii County records, as amended by a certificate of Coi-rection recorded February 18,2006 as instrument No, 2006-036971, official records. APN: 049-270-07 Parcel one: Parcel 7, as shown and delineated on that cei-taiii parcel map filed for record December 23,2004, in book 23 of parcel maps, page 84, San Joaquin County Records. Reserving therefrom as an appurtenance to the grantor's remaining lands, a non-exclusive easement for private roadway and utility purposes and incidentals thereto, over and across that portion of said parcel lying within the 35 foot private roadway and utility easement as shown on said map. Certificate of Correction for City of Lodi Parcel Map, recorded February 16, 2006, Recorder's Serial No. 2006-036971, San Joaquin Records. Parcel two: A Non -Exclusive easement for private roadway and utility purposes and incidentals thereto, over and across those portions or Parcels 5, 6, 8, 9, 10, 11 and 12 of said Parcel Map lying within the 35 foot private roadway and utility easement as shown on said parcel map. APN: 049-270-08 Parcel one: Parcel 8, as shown and delineated on that certain Parcel Map filed for record December 23,2004, in Book 23 of parcel maps, page 84, San Joaquin County Records. As amended by a Certificate of Correction recorded February 18,2006 as instrument No, 2006-036971, Official Records. FeePmtAgmt_I222Pixley.doc Page 1 of3 Parcel two: A non-exclusive easement for Private Roadway and utility purposes and incidentals thereto, over and across those portions of said Parcel 5, 6, 9, 10, 11 and 12 of said Parcel Map lying within the 35 foot private roadway and utility easement as shown on said parcel map. Parcel three: A Non -Exclusive easement for private utility purposes. Over and across that portion of Parcel 12 designated as "6' Private Utility Easement", as shown on said parcel map Owner is desirous of complying with existing City ordinances and policies regarding payment of the Development Impact Mitigation Fees as set forth in Title 13, Chapter 13.12 and Title 15, Chapter 15.64, respectively, of the Lodi Municipal Code. However, Owner has requested payment of the Impact Mitigation Fees in twenty (20) equal semi-annual installments over a ten (10) year period. Council of the City will approve the payment of fees in twenty (20) equal semi-annual installments on condition that the owner first enter into and execute this agreement with the City. NOW THEREFORE, in order to insure satisfactory performance by Owner of Owner's obligations under said City Code, the parties agree as follows: 1. Owner agrees to pay Devclopinent Impact Mitigation Fees amount TWO HUNDRED FORTY EIGHT THOUSAND SIX HUNDRED TWENTY FIVE AND 52/100 DOLLARS ($248,625.52) in twenty (20) equal semi-annual payments of THIRTEEN THOUSAND FIVE HUNDRED ONE AND 84/100 DOLLARS ($13,501.84) at an interest rate of I.60 percent. The principal amount represents $248,625.52 for Development Impact Mitigation Fees is shown on the attached Development Impact Mitigation Fee Summary Sheet (Exhibit B). 2. The first payment shall be due no later than January 1, 2011. All subsequent payments are due no later than January 1 and July 1 of each year. 3. Each payment shall be credited first on interest due and the remainder on principal. 3. Upon sale, transfer or any other conveyance of the property, all fees payable under this agreement shall become immediately due and payable. This agreement shall have no right of assignment. 5. If Owner fails to meet any specified payment as set forth in Item #1 above within fifteen (15) days following the due date, the City Manager or the City Council may serve written notice upon Owner for breach of this agreement and the default of Owner. 6. In the event of any such notice of breach, Owner shall have the duty to pay, in full, the balance of the required fees. If the Owner, within five days after the serving of notice, does not give the City written notice of its intention to pay in full the balance of the unpaid development impact mitigation fees and wastewater capacity impact fee, and does not make such payment within five days after its notice to City, this agreement shall be considered void. City shall institute legal proceedings to recover the balance of the unpaid fees and for any excess cost or damage occasioned City thereby. 7. A copy of the Agreement shall be recorded in the office of the San Joaquin County Records, P. O. Box 1968, Stockton, California 95201-1968. FeePmtAgmt_1222Pixley.doc Page of 8. All notices herein required shall be in writing, and delivered in person or sent by registered mail, postage prepaid. Notices required to be given to City shall be addressed as follows: F. Wally Sandelin Public Works Director City of Lodi P. O.Box 3006 Lodi, CA 95240-1910 Notices required to be given to Owner shall be addressed as follows: G & B Development Co., LLC 18032-C Lemon Drive Yorba Linda, CA 92886 IN WITNESS WHEREOF, the parties hereto have set their hands the day, month and year appearing opposite their names. Dated: CITY OF LODI, a Municipal Corporation 2010 By: Dated: 2010 Konradt Bartlam, Interim City Manager Attest: Randi Johl, City Clerk G & B DEVELOPMENT CO,, LLC Signature Name: Title: Approved as to form: D. Stephen Schwabauer City Attorney Dated: 2010 FeePmtAgmt_1222Pixley.doe Page 3 of 3